Alzheimer?s Disease (AD) is the most prevalent dementia in the adults. It affects 35 million worldwide. Late onset AD (LOAD) involves multiple genetic and environmental factors. AD pathology includes accumulation of tangles, plaques, and lipid granules in the brain. To cite three key evidences that link lipid dys-homeostasis, endosomal abnormality with LOAD: (1). Two lipid species were elevated in vulnerable brain region of LOAD: cholesteryl esters, and the glycosphingolipid GM3. Cholesteryl esters are produced by the cholesterol storage enzyme acyl-CoA:cholesterol acyltransferase 1 (ACAT1). GM3 is enriched at the plasma membranes (PM) of neurons and other cells. Degradation of GM3 occurs by the lysosomal enzyme neuraminidase 1 (NEU 1). In the lysosomal storage disease sialidosis, neuraminidase is defective causing GM3 to accumulate. (2). The soluble, oligomeric form of amyloid beta causes synapse loss and interferes with the trafficking and transport of subcellular organelles, including endosomes and mitochondria, presumably by interacting with the cholesterol rich, sphingolipid rich membrane microdomains present in these organelles. (3). The protein ATP binding cassette protein A1 (ABCA1) plays a key role in removing excess cholesterol and other lipids from brain cells, and controls the lipidation of ApoE, the major lipid transport protein in the CNS. The ApoE4 allele is the major risk factor for LOAD besides aging. In mouse models, lacking ABCA1 worsens amyloidopathy while overexpressing ABCA1 reduces amyloidopathy. In humans, a loss-of-function mutation in ABCA1 is associated with high risk of AD. Unexpectedly, expression of ABCA1 depends on the lysosomal protease cathepsin D. Thus, LOAD may be considered as a special lipid disease that involves abnormal endosomal lipid trafficking. Niemann-Pick Type C Disease (NPCD) is a rare, pediatric, genetically recessive neurological disease. This disease causes progressive neurodegeneration, hepatomegaly, splenomegaly, and ultimately early death. Currently, this disease has no cure. The disease is caused by mutations in either Npc1 or Npc2. NPC1 and NPC2 work in concert to transport cholesterol out of the late endosomes/lysosomes to various cellular compartments, including PM, endosomes, and endoplasmic reticulum (ER). Loss of function in NPC1 or NPC2 results in lysosomal accumulation of cholesterol, sphingomyelin, GM3 and GM2, sluggish endosomal motility, lower lysosomal enzymes, and lower expression of ABCA1. In these aspects, NPCD bear striking resemblances with AD, and many experts consider NPC disease as ?childhood Alzheimer?s disease?. ACAT1 is a resident enzyme located at the ER. It utilizes cholesterol arriving at the ER as substrate to produce cholesteryl esters. Lacking functional NPC1 or NPC2 considerably slows the transport rate of cholesterol from the late endosomes/lysosomes to the ER. However, significant amount of cholesterol can translocate from the PM to the ER as the substrate for ACAT1 for esterification, in an NPC-independent manner. We hypothesize that ACAT1 blockage (A1B) causes cholesterol to accumulate at the ER; this cholesterol pool moves to other subcellular membranes. In mutant NPC cells, the A1B action leads to partial fulfillment of cholesterol needs in subcellular organelles. To test this hypothesis, we conducted a mouse genetic experiment, by breeding a new mutant mouse model for NPC disease and the Acat1 gene KO mouse. The results show that Acat1 gene KO significantly delayed the clinical onset, prolonged the lifespan of the mutant Npc1 mouse by 34%, partially prevented Purkinje neuron loss in the cerebellum, and significantly improved foam cell pathology in the liver and spleen. We also show that in mutant NPC1 cells, A1B, either by using Acat1 KO or by using a potent, small molecule ACAT inhibitor, dissimilates the cholesterol laden late endo/lysosomes into several subcellular structures with heavier densities. A1B also restored the lower cathepsin D enzyme activity and the lower ABCA1 protein; it also increases biogenesis of many other lysosomal degradation enzymes, through activation of the CLEAR pathway. To account for the actions of A1B, we formulate the following model: A1B restores the membrane cholesterol contents of various membrane organelles, including the limiting membrane of the endosomes. These effects restore endosomal motility and causes a decrease in luminal lysosomal contents of cholesterol and other lipids, and restores the expressions of various lysosomal enzymes and ABCA1. We propose three specific aims to test this model and to further investigate A1B actions in vivo. Aim 1. Elucidate the mechanism of A1B on endosomal motility in mutant mouse NPC cells. a. Monitor cholesterol content in the limiting membrane of NPC1-associated endosomes. b. Monitor the endosomal motility. Aim 2. Monitor the mRNA, protein, and enzyme activity of various lysosomal enzymes in mutant NPC cells, and in various brain regions of the mutant NPC mouse. a. Monitor lysosomal sphingomyelin, and the degrading enzyme acid sphingomyelinase. b. Monitor lysosomal GM2 and GM3, and the degrading enzymes glucocerebrosidase and NEU1. c. Monitor the lysosomal enzyme cathepsin D (that controls ABCA1 expression). Aim 3. Test efficacy of a brain permeable small molecule ACAT inhibitor F12511, a clinically tested candidate drug originally intended to treat atherosclerosis, in ameliorating NPC disease. 2 Relevance to Public Health, and to AD/ADRD. In several aspects, NPCD bears striking resemblances with AD. Our lab now has strong genetic evidence that in mouse models, inactivating the Acat1 gene can benefit both diseases. The outcome of this proposal can provide a fresh spark, that is needed to treat both NPC disease and AD, as well as other ADRDs.